SCOREBOARD: LIO 23-20 RED

The most penalised team in the competition, the Reds fell 23-20 to the resurgent Lions at Ellis Park, where South African whistle-blower Stuart Berry fuelled much of the visitors' frustration.

Queensland were on the receiving end of a 17-4 penalty count on Saturday, and were left fuming by the final 10 minutes, when a sequence of contentious calls ultimately ended with winger Courtnall Skosan diving over for a disputed match-winner.

The Reds, who had led 20-3 late in the first half, were down to 13 men at the time with forwards James Hanson and Jake Schatz sin-binned.

Coach Richard Graham, choosing his words carefully, was particularly incensed that his seven-man scrum wasn't rewarded for a dominant shoves five metres from their line and that a crooked Lions' lineout throw was ignored.

"I've never seen that in a game before in my life," Graham said of the lop-sided penalty count.

"It would be fair to say that I felt aggrieved at the end of the match when we were down to six forwards and a back on the scrum and we're going forward and (the Lions front row) stand up and we're not rewarded.

"And I feel aggrieved that they throw the ball into the lineout not straight at the end of the game.

"But credit to (the Lions). They are a spirited side and they scrap and fight for everything."

Watching from France, former Wallabies winger Drew Mitchell tweeted that Berry "piggy-backed them over the line".

Queensland will now be intrigued to see whether the South African is held accountable after SANZAR referees boss Lyndon Bray last week warned officials would be dropped for poor performances.

The Reds were also unlucky to be denied what appeared a fair five-pointer to Dom Shipperley in a first half during which Quade Cooper was in top form to cross for two tries.

While it's a result that will only heighten growing calls for a return to neutral referees, the Reds can only blame themselves for wasting the precious little possession they had in the second half.

"At 20-6 we had done enough to put ourselves in a really good position at halftime and we should have gone on with the game," Graham said.

Rubbing salt into their wounds, Liam Gill (hamstring) and Aidan Toua (shoulder) are facing time on the sidelines.